Purchase Price Allocation (PPA)

The total consideration transferred by the acquirer to obtain control of a target business in a merger or acquisition. The purchase price encompasses cash, shares, assumed liabilities, and contingent consideration, and forms the basis for purchase price allocation under IFRS 3 and ASC 805, where it is allocated across identified tangible assets, intangible assets, and goodwill.

The excess of the fair value of identifiable net assets acquired over the purchase consideration in a business combination, now termed a bargain purchase gain under current standards. Under IFRS 3, negative goodwill is recognised immediately in profit or loss after the acquirer reassesses the identification and measurement of all assets and liabilities.

Intangible assets that are identified and recorded on the balance sheet for the first time as part of a business combination, despite having been unrecognised on the acquired company's own books. These assets — such as customer relationships, order backlogs, and proprietary technology — often represent a substantial portion of the total purchase price.

A reconciliation tool used in purchase price allocations to verify that the weighted returns implied by the fair values assigned to all acquired assets — tangible and intangible — are consistent with the overall cost of capital for the business. WARA serves as a reasonableness check under IFRS 3 and ASC 805 to ensure that no individual asset class has been materially over- or under-valued.

A potential obligation arising from past events whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the entity's control, or a present obligation where payment is not probable or the amount cannot be reliably measured. Under IFRS 3, contingent liabilities assumed in a business combination are recognised at fair value at the acquisition date even if it is not probable that an outflow of resources will be required, provided fair value can be reliably measured.

The IFRS standard that requires lessees to recognise nearly all leases on the balance sheet as a right-of-use asset and a corresponding lease liability, eliminating the previous distinction between operating and finance leases for lessees. IFRS 16 significantly impacts reported assets, liabilities, and financial ratios, and has implications for enterprise value calculations and purchase price allocations where material lease portfolios exist.

A contractual arrangement in which one party agrees not to engage in competitive activity for a specified period and within a defined geographic area. Non-compete agreements are recognised as identifiable intangible assets in purchase price allocations and serve to protect acquired customer relationships, trade secrets, and human capital.

The average remaining period over which a group of intangible assets is expected to contribute to cash flows, weighted by their individual fair values. WARUL is used in purchase price allocation to determine amortisation periods for acquired intangible assets and is required disclosure under several accounting standards.

Patent Valuation: Methods, a Worked Example and What a Patent Is Worth

Patent valuation in practice: what drives how much a patent is worth, the four methods valuers use under IVS 210, and a relief-from-royalty calculation that reconciles line by line over a UK patent's remaining legal life, with no terminal value after expiry.

How do I value a business I want to buy?

Apply a multiple to the target's normalised earnings, then test whether the intangible assets behind those earnings — customers, technology, brand, people — justify it and will transfer to you.